Amended Articles of Incorporation

Of
__________________________________________________
(as amended on December 14, 2016)

KNOWN ALL MEN BY THESE PRESENTS:

The undersigned, all of legal age and majority of whom are residents of the
Philippines, have this day voluntarily agreed to form a stock corporation under the
laws of the Republic of the Philippines:

WE HEREBY CERTIFY:
FIRST: That the name of the said Corporation shall be:
____________________________

SECOND: A. That the purposes of this Corporation are as follows:

PRIMARY PURPOSE

To purchase, subscribe for, or otherwise acquire and own, hold, use, sell, assign,
transfer, mortgage, pledge, exchange, develop, or otherwise dispose of, subject to
limitations imposed by law, real and personal property of every kind, bonds,
debentures, notes, evidences of indebtedness, and other securities, contracts, or
obligations of any corporation/corporations, association or associations, domestic or
foreign, and to pay therefor, in whole or in part, in cash or by exchanging therefor
stocks, bonds, or other evidences of indebtedness or securities of any other corporation,
and while the other owner or holder of any such real or personal property, stocks,
bonds, debentures, notes, evidences of evidences and other securities, contracts, or
obligations, to receive, collet, and dispose of interest, dividends and income arising
from such property and to possess and exercise, in respect thereof, all the rights,
powers, and privileges of ownership, including all voting power on any stocks so
owned; provided, however, that nothing herein shall be construed to authorize the
Corporation to engage in business as a real estate company or real estate dealer , lessor
or developer, an investment company, an investment house, and a dealer or broker in
securities, or to engage in the management of funds, portfolios, or similar assets of the
managed firm, person or entity, nor to engage in investment solicitation nor investment
taking activities from public investors.

SECONDARY PURPOSES

1. To purchase, acquire, own, lease, sell and convey to the extent allowed by law,
property of every kind and description as may be necessary or incidental to the
conduct of its corporate business.
2. To raise capital or borrow money from not more than nineteen (19) lenders,
including its stockholders, to meet the financial requirements of its business.
3. As may be necessary, advisable or incidental to the purpose for which this
Corporation is organized, to advance money or give credit to such persons,
firms, and entities, specifically to its shareholders, subsidiaries and affiliates,
under such terms as may be thought fit, but without performing the functions of
a financing company or a lending company.
4. To invest in other companies and enter into joint venture agreements with any
company, partnership, persons or government entities, domestic or foreign, for
the advancement of interest and to carry out its primary purpose.
5. To establish one or more branch offices or agencies and to carry on any or all of
its operations and businesses without restrictions as to place or amount;
6. To guarantee or become surety for the performance of any obligation or
undertaking of any corporation or association or to do any and all such other acts
or things as may be delegated to accomplish such purpose.
7. To do and perform all acts necessary and incidental to the accomplishment of the
foregoing purposes or the exercise of any or all the powers of a corporation for
the benefit of this corporation and its stockholders.

B. The Corporation shall have all the express powers of the corporation as
provided for under Section 36 of the Corporation Code of the Philippines.

THIRD: That the place where the principal office of the Corporation is to
be established is at #134 CRM Avenue, BF Almanza Dos, Las Pinas City, Metro Manila,
Philippines. (as amended on December 1, 2016)
 FOURTH: That the term for which said Corporation is to exist is fifty (50)
years from and after the date of incorporation.
FIFTH: That the names, nationalities, and residences of the incorporators
are as follows:

Name Nationality Residence

Sylvette Y. Tankiang Filipino V&A Law Center, 11th
Avenue Corner 39th Street
Bonifacio Global City,
Metro Manila, Philippines
Franchette M. Acosta Filipino V&A Law Center, 11th
Avenue Corner 39th Street
Bonifacio Global City,
Metro Manila, Philippines
Juanito L. Sanosa, Jr. Filipino V&A Law Center, 11th
Avenue Corner 39th Street
Bonifacio Global City,
Metro Manila, Philippines
Kristin Charisse C. Siao Filipino V&A Law Center, 11th
Avenue Corner 39th Street
Bonifacio Global City,
Metro Manila, Philippines
Paul Rodulfo B. Imperial Filipino V&A Law Center, 11th
Avenue Corner 39th Street
Bonifacio Global City,
Metro Manila, Philippines

SIXTH: That the number of directors of said corporation shall be five (5)
and that the names, nationalities and residences of the first directors who are to serve
until their successors are elected and qualified as provided by the by-laws are as
follows:

Name Nationality Residence

Sylvette Y. Tankiang Filipino V&A Law Center, 11th
Avenue Corner 39th Street
Bonifacio Global City,
Metro Manila, Philippines
Franchette M. Acosta Filipino V&A Law Center, 11th
Avenue Corner 39th Street
Bonifacio Global City,
Metro Manila, Philippines
Juanito L. Sanosa, Jr. Filipino V&A Law Center, 11th
Avenue Corner 39th Street

Kristin Charisse C. Siao
Paul Rodulfo B. Imperial
Bonifacio Global City,
Metro Manila, Philippines
Filipino V&A Law Center, 11th
Avenue Corner 39th Street
Bonifacio Global City,
Metro Manila, Philippines
Filipino V&A Law Center, 11th
Avenue Corner 39th Street
Bonifacio Global City,
Metro Manila, Philippines

SEVENTH: That the authorized capital stock of the Corporation is Fifteen

Million Pesos (Php 15, 000, 000.00) Philippine Currency, and said capital stock is
divided into Fifteen Million (15, 000,000) common shares, with the par value of One
Peso (1.00) per share.

EIGHTH: That the subscribers to the capital stock and the amount paid-in
to their subscriptions are as follows:

Name Nationality No. of Amount Amount Paid

Shares Subscribed
Subscribe
d
Aveerium Filipino 937, 495 P937, 495.00 P937, 495.00
Holdings Inc.1
Goldencore Filipino 937, 495 P937, 495.00 P937, 495.00
Holdings Inc.2
Silverfox Filipino 937, 495 P937, 495.00 P937, 495.00
3
Holdings Inc.
RA Capital Filipino 937, 495 P937, 495.00 P937, 495.00
Holdings Inc.4
Sylvette Y. Filipino 4 P 4. 00 P 4. 00
Tankiang
Franchette M. Filipino 4 P 4. 00 P 4. 00
Acosta
Juanito L. Filipino 4 P 4. 00 P 4. 00
Sanosa, Jr.
Kristin Charisse Filipino 4 P 4. 00 P 4. 00
C. Siao

1 TIN 009-181-646
2 TIN 009-181-654
3 TIN 009-181-662
4TIN 009-184-472
Paul Rodulfo B. Filipino 4 P 4. 00 P 4. 00
Imperial
Total 3, 750,000 P3, 750,000.00 P3, 750,000.00

NINTH: No transfer of stock or interest which would reduce the stock

ownership of Filipino citizens to less than the required percentage of the capital
stock as provided by existing law shall be allowed or permitted to be recorded in
the proper books of corporation and this restriction shall be indicated in the
stocks certificates issued by the corporation.
TENTH: That ____________________________________ has been elected
by the subscribers as Treasurer of the corporation to act as such until his
successor is duly elected and qualified in accordance with the by-laws; and that
as such Treasurer, he has been authorized to receive for and in the name and for
the benefit of the corporation, all subscriptions paid by the subscribers.
ELEVENTH: That the incorporators and directors undertake to change the
name of the corporation immediately upon receipt of notice or directive from the
Securities and Exchange Commission that another corporation, partnership or
person has acquired a prior right to the use of that name or that the name has
been declared as misleading, deceptive, confusingly similar to a registered name,
contrary to public morals, good customs or public policy.
TWELFTH: That the corporation shall comply with the requirements for
stock corporations in the course of its operation.

IN WITNESS WHEREOF, we have hereunto signed this Articles of

Incorporation, this___________________________ in the _______________________,
_______________________, Philippines.

____________________________________
TIN:_______________________
____________________________ ____________________________
TIN ______________ TIN _______________________

__________________________ ___________________________
TIN:__________________ TIN:_____________

WITNESSES:

(SGD.) (SGD.)
__________________ _________________

(All incorporators appearing on the fifth article and the two witnesses should affix
their signatures on the blanks provided in this page above their respective names.)
 ACKNOWLEDGEMENT

REPUBLIC OF THE PHILIPPINES)

_________________________ )S.S.
x-----------------------x

BEFORE ME, a Notary Public in and for Baguio City, Philippines, this ____ day
of July 2016 personally appeared:

Name Community Tax Certificate No. Date & place Issued

All known to me and to me known to be the same persons who executed the
foregoing Articles of Incorporation and they acknowledged to me that the same is their
free and voluntary act and deed.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my notarial

seal on the date and at the place first above written.